Corporate Politics Transparency Act - Amends the Securities Exchange Act of 1934 to require that quarterly and annual reports of an issuer, any proxy solicitation or consent or authorization in respect of any security, and the issuer's registration statement disclose total political expenditures in support of or in opposition to any candidate for federal, state, or local public office made by the issuer during the preceding six-year period.
Requires such disclosures to include: (1) the name and political party affiliation of each candidate in support of whom or in opposition to whom a political expenditure was made; (2) the amount of each such expenditure; (3) the public office that such candidate was or is seeking; (4) the relevant state, city, or district; and (5) a statement of the issuer's interest in and reason for making such expenditure.
[Congressional Bills 112th Congress]
[From the U.S. Government Publishing Office]
[H.R. 2728 Introduced in House (IH)]
112th CONGRESS
1st Session
H. R. 2728
To amend the securities laws to require that registration statements,
quarterly and annual reports, and proxy solicitations of public
companies include a disclosure to shareholders of any expenditure made
by that company in support of or in opposition to any candidate for
Federal, State, or local public office.
_______________________________________________________________________
IN THE HOUSE OF REPRESENTATIVES
August 1, 2011
Mr. Ackerman (for himself, Mr. Gutierrez, Mr. Capuano, and Ms.
Slaughter) introduced the following bill; which was referred to the
Committee on Financial Services
_______________________________________________________________________
A BILL
To amend the securities laws to require that registration statements,
quarterly and annual reports, and proxy solicitations of public
companies include a disclosure to shareholders of any expenditure made
by that company in support of or in opposition to any candidate for
Federal, State, or local public office.
Be it enacted by the Senate and House of Representatives of the
United States of America in Congress assembled,
SECTION 1. SHORT TITLE.
This Act may be cited as the ``Corporate Politics Transparency
Act''.
SEC. 2. DISCLOSURE TO SHAREHOLDERS OF CERTAIN POLITICAL EXPENDITURES.
(a) Quarterly and Annual Reports.--Section 13 of the Securities
Exchange Act of 1934 (15 U.S.C. 78m) is amended by adding at the end
the following new subsection:
``(m) Disclosure of Certain Political Expenditures.--
``(1) Disclosure required.--Each quarterly and annual
report required under this section or section 15(d) shall
include a disclosure of the total of any political expenditures
in support of or in opposition to any candidate for Federal,
State, or local public office made by the issuer during the
preceding 6-year period. Such disclosures shall contain, at
minimum, the name and political party affiliation of each
candidate in support of whom or in opposition to whom a
political expenditure was made, the amount of each such
expenditure, the public office that such candidate was or is
seeking, including the relevant State, city, or district, and a
statement of the issuer's interest in and reason for making
such expenditure.
``(2) Definition.--For purposes of this subsection, the
term `political expenditure in support of or in opposition to
any candidate for Federal, State, or local public office' means
an expenditure or series of expenditures totaling more than
$10,000 for any single candidate during any single election
that--
``(A) is an independent expenditure as such term is
defined in section 301(17) of the Federal Election
Campaign Act of 1971 or is relating to a candidate for
State or local public office that would be treated as
an independent expenditure under such Act if the
candidate were a candidate for Federal public office;
``(B) is an electioneering communication, as such
term is defined in section 304(f)(3) of such Act (2
U.S.C. 434(f)(3)); or
``(C) dues or other payments to any other
organization that are, or could reasonably be
anticipated to be, used or transferred to another
association or organization for the purposes described
in subparagraph (A) or (B).''.
(b) Proxies.--Section 14 of the Securities Exchange Act of 1934 (15
U.S.C. 78n) is amended by adding at the end the following new
subsection:
``(i) Disclosure to Shareholders of Political Expenditures.--Any
solicitation of any proxy or consent or authorization in respect of any
security of an issuer shall contain a disclosure of the total of any
political expenditures in support of or in opposition to any candidate
for Federal, State, or local public office made by the issuer during
the preceding 6-year period. Such disclosure must be clear and
conspicuous and, at minimum, contain the name and political party
affiliation of each candidate in support of whom or in opposition to
whom a political expenditure was made, the amount of each such
expenditure, the public office that such candidate was or is seeking,
including the relevant State, city, or district, and a statement of the
issuer's interest in and reason for making such expenditure. For
purposes of this subsection, the term `political expenditure in support
of or in opposition to any candidate for Federal, State, or local
public office' has the meaning given such term in section 13(m)(2).''.
(c) Registration Statements.--Section 7 of the Securities Act of
1933 (15 U.S.C. 77g) is amended by adding at the end the following:
``(c) The registration statement shall also contain a disclosure of
any political expenditures in support of or in opposition to any
candidate for Federal, State, or local public office made by the issuer
during the preceding 6-year period. Such disclosure shall contain, at
minimum, the name and political party affiliation of each candidate in
support of whom or in opposition to whom a political expenditure was
made, the amount of each such expenditure, the public office that such
candidate was or is seeking, including the relevant State, city, or
district, and a statement of the issuer's interest in and reason for
making such expenditure. For purposes of this subsection, the term
`political expenditure in support of or in opposition to any candidate
for Federal, State, or local public office' has the meaning given such
term in section 13(m)(2) of the Securities Exchange Act of 1934 (15
U.S.C. 78m(m)(3)).''.
(d) Modification of Forms.--The Securities and Exchange Commission
shall make such modifications to any forms made available by the
Commission to facilitate the disclosures required by the amendments
made by this Act.
<all>
Introduced in House
Introduced in House
Referred to the House Committee on Financial Services.
Referred to the Subcommittee on Capital Markets and Government Sponsored Enterprises.
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